Boomi Partner Code of Conduct

Applicability & Scope. Boomi is committed to responsible business practices and to high standards of ethical behavior. This includes holding our partners to high standards of excellence as defined in governing laws, recognized international standards and conventions, and global best practices. All Partners are expected to mirror Boomi’s high ethical standards in how you run your business, how you go to market and how you treat others. You are expected to maintain a culture that embraces diversity, inclusion and respects cultural differences, while operating at the highest level of integrity and accountability.

Complying with the Boomi’s Partner Code of Conduct (“Code”) is a condition of doing business with Boomi. Failure to do so could subject both Boomi and you to civil and criminal penalties, jeopardize your relationship with Boomi and potentially subject you to legal actions by Boomi. This Code is applicable to Boomi’ partners, including its distributors and resellers and their permanent and temporary employees, independent contractors, suppliers, agents and downstream partners (collectively, “Partners” or “you”).

All Partners are required to have effective policies, documentation, and controls that, at a minimum, incorporate the requirements contained in this Code and the laws and regulations applicable to your business. It is your responsibility to ensure that your permanent and temporary employees, independent contractors, suppliers, agents and downstream partners and others as appropriate are aware of and agree to conduct Boomi business in accordance with applicable laws, regulations and this Code.

Ensuring Partner Suitability. Boomi conducts appropriate risk-based due diligence on all Partners during the initiation of the relationship, as well as throughout the term of our relationship. Partners must comply with Boomi’ due diligence procedures and provide complete, accurate, and timely information where requested to facilitate such efforts. In addition, Partners must complete all assigned training, provide periodic certifications of Partners’ compliance with relevant laws and this Code, and perform any other requested mitigation activities, in a form, manner and timeframe acceptable to Boomi. To the extent you are or become aware of any ongoing or past investigation, inquiry or enforcement proceeding by any governmental, administrative, or regulatory body regarding any offense or alleged offense involving fraud, bribery, corruption, trade violations, anti-trust, or other business misconduct or violation of laws, you agree to immediately notify Boomi. Partners agree to provide reasonable assistance to Boomi and its authorized representatives for purposes of ensuring your compliance with the Code, applicable laws, or to support an inquiry or investigation of a suspected violation of law.

Comply with Anti-Corruption Laws. Boomi does not tolerate bribes, kickbacks or extortion of any kind. Business decisions involving Boomi shall always be made based on the merits of Boomi products and services. Partners must comply with all relevant anti-bribery, anti-kickback, and anti-corruption laws, including the U.S. Foreign Corrupt Practices Act, the UK Bribery Act, and those in effect in jurisdictions where you act or purchase, market, sell, distribute, or deliver Boomi products or services (“Anti-Corruption Laws”). Partners must never offer, promise, request, authorize or accept a bribe, directly or through a third party, for any reason. A bribe can be anything of value, including cash payments, gifts, travel or lodging expenses, charitable donations, event sponsorships, meals, entertainment, or job opportunities, that is intended to improperly induce, influence, secure, or reward a decision or act of the recipient to promote the business interests of Boomi. Partners must maintain and enforce reasonably adequate policies, procedures, and internal controls to ensure compliance with the Anti-Corruption Laws, and Partners agree to fully cooperate with Boomi in the evaluation of program effectiveness. Partners must conduct appropriate risk-based due diligence on any third party that Partners may contract, oversee, manage, transact with, direct or otherwise engage in the context of Boomi business, and to utilize such third parties only when necessary. Do not work with any individual or entity that engages in, or is suspected of engaging in, bribes, kickbacks, fraud, or other improper activities.

Provide Gifts & Hospitality Responsibly. All gifts, meals, travel, or entertainment offered or provided by Partners must comply with Anti-Corruption Laws in addition to local laws, rules, and regulations. Gifts or hospitality shall never be offered or provided under circumstances that create the appearance of impropriety. Partners are prohibited from offering or providing gifts greater than 100 USD or lavish hospitality to Boomi team members.

Uphold Financial Integrity and Accurate Record Keeping. Partners must maintain, and provide upon request, proper, accurate, and complete financial and business records to Boomi relating to any transactions or expenditures relevant to any Boomi business. Partners are prohibited from “parking funds”, creating “slush funds,” or engaging in similar improper or false accounting practices.

Comply with Anti-Trust and Competition Laws. Boomi is committed to observing the applicable antitrust or competition laws (“Competition Laws”) of all countries in which it conducts business and expects you to share that commitment. The Competition Laws prohibit actions which are deemed to unreasonably restrain trade, such as fixing prices or allocating customers. The penalties for failing to comply with these laws can be severe and include significant fines and possible jail time for certain infractions.

The Competition Laws prohibit the following, and therefore, Partners must never:

Unlawfully fix, adjust, or control prices;
Structure or orchestrate bids to direct business to a certain competitor;
Boycott suppliers or customers;
Divide or allocate markets or customers amongst suppliers or other competitors;
Engage in bid-rigging, bid rotation or other collusion;
Limit the product or sale of products or product lines;
Engage in any discussions or activities that unfairly restrain competition; or
Force a customer to buy only Boomi products or less popular Boomi products. (if they want to buy more popular products).

Comply with Trade Compliance Laws and Regulations. Boomi conducts its global business in strict compliance with applicable economic, financial, and trade sanctions and import and export control laws and regulations throughout the world. You must do the same when selling Boomi’ products, software, technology, and services. Violation of these laws and regulations may also result in serious fines, penalties and imprisonment and may limit your ability to continue to export products. Boomi presumes that all of its products, software, technology and services are subject to U.S. export control requirements, in addition to any other applicable countries’ requirements.

In compliance with such requirements, you are expected to:

Understand and comply with U.S. export laws, regulations and sanctions and any other applicable laws and regulations where you do business;
Know your customer and the end user and ensure those parties are not on a restricted party list (including, but not limited to, the U.S. Office of Foreign Assets Controls (“OFAC”) list of Specifically Designated Nationals and Blocked Persons, the U.S. Bureau of Industry and Security (“BIS”) Entity List and any other list of prohibited, sanctioned, debarred or denied parties). The U.S. sanctions programs vary in scope and may change. The current list includes comprehensive programs for Cuba, Iran, Syria, North Korea, Crimea Region of the Ukraine and Sudan. Note: a prohibited country’s embassy or consulate, regardless of its location (e.g. the Iranian consulate in Brazil), is considered to be a part of the prohibited country; Boycott suppliers or customers;
Spot red flags related to the place, purpose, product and people involved in the transaction;
Obtain any licenses or other government authorizations that may be required with respect to the use, transfer, import, export, or re-export of Boomi products, software, technology, or services;
Have policies and controls in place to comply with applicable export control laws and regulations (including screening customers against restricted party lists, as applicable); and
Not cooperate with any restrictive trade practice or boycott that is prohibited or penalized under U.S. or applicable local laws

Observe Sustainable Business Practices. You are required to conduct your business in ways that are environmentally responsible and in compliance with all applicable environmental laws and regulations.

Uphold Human Rights, Labor Laws, and Labor Practices. You are required to uphold the basic human rights of individuals and workers within your company and your supply chain. This means you must comply with:

Health and Safety Regulations;
Laws upholding the rights of persons with disabilities;
Domestic and international labor laws;
Fair labor practices; and
Human trafficking laws.

You must never use forced, debt-bonded, indentured, or child labor. The term “child” refers to any person employed under (a) the minimum age for employment under the applicable law, or (b) the age of 14, whichever is greatest. The use of legitimate workplace apprenticeship programs, which comply with all laws and regulations, is supported. You must also never discriminate on the basis of race, color, religion, creed, gender (including pregnancy), sexual orientation, marital status, gender identity or expression, national origin and ancestry, genetics, citizenship status when otherwise legally able to work, age, disability (including HIV), veteran status, or any other characteristic protected by applicable law. You are also expected to take all reasonable steps to ensure that you are not selling Boomi products, software technology or services to anyone who intends to misuse those products to violate the basic human rights of others.

Follow Privacy and Data Protection Laws. Boomi expects that its Partners understand, track, and comply with all laws and regulations related to privacy and data protection that are relevant to their actions as a Boomi Partner. Among other things, this means that you should access, collect, use, share, transfer or store the personal information of others only when specifically authorized, only as necessary for legitimate business purposes, and only collect personal information of others with appropriate notices of the purposes for which that personal information will be used. Boomi expects you to implement appropriate safeguards to ensure the protection, integrity, and security of personal information in accordance with applicable data privacy laws. This includes holding accountable your subcontractors that handle personal data to at least the same requirements imposed upon you. Boomi also expects you to notify Boomi promptly according to the terms of your partner agreement should a suspected or actual breach of data security occur with respect to personal data you have received from Boomi or collected on behalf or for the benefit of Boomi.

Confidential and Proprietary Information. Boomi competes fairly, and it expects you to do the same. You may use any publicly available information about Boomi competitors or other companies, but you may not unlawfully acquire or misuse the trade secrets or other confidential information of another third party in connection with your work with or for Boomi. Any taking, downloading or other prohibited use of information that Boomi considers confidential or proprietary constitutes theft of Boomi property and may be deemed to be a misappropriation of Boomi trade secrets. This includes, but is not limited to, source code, software, hardware, and other inventions or developments (regardless of the stage of development) developed or licensed by or for Boomi, marketing and sales plans, competitive analyses, product development plans, non-public pricing, potential contracts or acquisitions, business and financial plans or forecasts, internal business processes and practices, and prospects, customers, and employee information. Additionally, you must take steps to prevent the disclosure of Boomi confidential or proprietary information that you are authorized to use. Do not transfer, publish, use, or disclose that information other than as necessary in the ordinary course of business or as directed or authorized in writing by Boomi. Inform Boomi of any improper attempts by outsiders to obtain Boomi confidential or proprietary information.

Avoid Conflicts of Interest. Any circumstance in which your ability to act objectively is compromised is considered a conflict of interest. Since Boomi wishes to maintain a partnership free of conflicts of interest, we ask that, should such a situation arise between our companies or any of our employees, you report all pertinent details to Boomi. Conflicts of interest include, but are not limited to, close personal or family relationships or the giving or receiving of lavish business courtesies.

Know Your Contract with Boomi. Your contract is the only approved vehicle for Boomi and you to express the terms and conditions that will apply to this relationship. It’s important that everyone at your company, who is working on the Boomi account, be aware of the contents of your contract, including limitations of use set forth in the contract regarding any personal data you receive from Boomi. Side agreements, whether oral or written, are prohibited. Boomi will not honor and is not obligated by side letters that have not been properly authorized

Reporting Suspected Violations. If you know or suspect of a violation of applicable laws or regulations or this Code, you are encouraged to report it to Boomi. Any reported violation will be kept confidential to the maximum extent allowed under applicable laws. Such reports may be made anonymously, where local law permits. Although reports of violations or suspected violations under this Code may be made verbally, you are encouraged to make any such reports in writing, which assists the investigation process. Boomi will not retaliate against anyone who provides information or otherwise assists in an investigation or proceeding regarding any conduct the person reasonably believes constitutes a violation of applicable laws or regulations or this Code. Partners are expected, consistent with applicable laws and contractual obligations, to provide reasonable assistance to any investigation by Boomi of a violation of this Code or applicable laws and allow Boomi reasonable access to all facilities, records and documentation concerning their compliance with this Code and laws applicable to their sale and distribution of Boomi products and services.